HYLN Form 4: Officer Oxholm sells shares for RSU tax withholding

Rhea-AI Filing Summary

Insider sale by Hyliion Holdings Corp. officer Jose Miguel Oxholm, listed as Chief Legal & Compliance Officer, reported a sale of 12,573 shares of Hyliion common stock on 08/25/2025 at a reported price of $1.77 per share. After the transaction, Oxholm beneficially owned 800,939 shares, reported as direct ownership.

The filing explains the shares were sold to pay a tax liability arising from the vesting and distribution of restricted stock units. The Form 4 is signed by Oxholm and filed as an individual report by one reporting person.

Positive

• Clear disclosure of the sale, price, date, and remaining beneficial ownership
• Explanation provided that the sale was to satisfy a tax liability from RSU vesting, which is routine

Negative

• None.

Insights

Securities Analyst

TL;DR: Officer sold a small portion of vested shares to cover taxes; remaining stake remains substantial.

The reported sale of 12,573 shares at $1.77 likely reflects routine tax-withholding following RSU vesting rather than a voluntary disposition for diversification or liquidity. The remaining 800,939-share holding is material in absolute terms for an individual officer but the filing does not indicate any change in option grants, new awards, or additional sales. The transaction code F(1) and the explanation explicitly tie the sale to tax withholding, which is a common administrative transaction and typically less informative about management's view of the company's prospects. Impact to shareholders appears minimal based on the data provided.

Corporate Governance Expert

TL;DR: Disclosure aligns with Section 16 requirements; transaction is administrative and fully explained.

The Form 4 properly discloses the officer’s disposition and remaining beneficial ownership, including the use of proceeds for tax obligations from RSU vesting. There is no indication of unusual timing, related-party issues, or nonstandard transaction structures in the filing. From a governance and compliance perspective, the filing meets reporting standards and provides clear rationale for the sale, which reduces concerns about undisclosed insider-driven signals.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Oxholm Jose Miguel

(Last) (First) (Middle)

C/O HYLIION HOLDING CORP.

1202 BMC DRIVE, SUITE 100

(Street)

CEDAR PARK TX 78613

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Hyliion Holdings Corp. [ HYLN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal&Compliance Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/25/2025		F(1)		12,573	D	$1.77	800,939	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares sold for the payment of a tax liability related to the vesting and distribution of restricted stock units.

Remarks:

	/s/ Jose Miguel Oxholm	08/25/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did Jose Miguel Oxholm report on Form 4 for HYLN?

He reported the sale of 12,573 shares of Hyliion common stock on 08/25/2025 at a price of $1.77 per share.

Why were the shares sold according to the filing?

The filing states the shares were sold to pay a tax liability related to the vesting and distribution of restricted stock units.

How many Hyliion shares does Oxholm beneficially own after the reported sale?

The Form 4 reports he beneficially owned 800,939 shares following the transaction.

What is Oxholm's role at Hyliion as disclosed in the filing?

He is reported as the company's Chief Legal & Compliance Officer and the form is filed by one reporting person.

Does the filing indicate any other transactions or derivative activity?

No. The Form 4 reports only a non-derivative sale of common stock related to RSU tax withholding and shows no derivative transactions.